Terms & Conditions 

 

Tetra Networks Ltd Order Form Agreement CONDITIONS OF SALE 

 

Order Form Terms & Conditions 

 

1. Within this agreement the definitions used will have the same meaning as those detailed within the Rental Agreement. 

     

1.1 Supplier means: – Tetra Networks Ltd, a Limited company incorporated and registered in England, company registration number 13944580 and whose registered 

office is Tagus House, 9 Ocean Way, Southampton SO14 3TJ. 

 

2. According to this Rental Agreement, the terms make clear that they may be transferred or assigned to Tetra Networks at any time during the fixed period and at the absolute discretion of the hirer. Where this happens, Tetra Networks will be entitled to enforce the terms of the Rental Agreement as if Tetra Networks was a signatory to the said agreement. Therefore, either Tetra Networks or the hirer will provide notice of any variation to the way in which the rentals are to be made. 

 

3. Orders for the rental of equipment which have been accepted by Tetra Networks may be cancelled subject to the following. They may be exceptionally cancelled with Tetra Networks’ written agreement. However, this is subject to you indemnifying Tetra Networks for the administration costs of dealing with your order (the cancellation charge). This charge is based on the equivalent of five quarterly rentals and is the sum which will be immediately due to Tetra Networks where notice of cancellation has been given. It is agreed with the customer as being proportionate and reasonable charge within all the circumstances. 

 

4. If the Rental Agreement has been transferred or assigned to Tetra Networks, then Tetra Networks has the discretion to accept the cancellation charge by way of settlement of all monies otherwise owed to Tetra Networks where the Rental Agreement has been terminated. 

 

5. Your dated signature to this Agreement is a representation that you are not an individual in line with the Consumer Credit Act 1974 and are instead a Body Corporate. Furthermore, in line with the terms and conditions set out

within this agreement and the Rental Agreement you hereby agree to. 

 

6. Broadband – The Broadband agreement runs for the term detailed on the order form and or line rental agreement, it will be renewed unless notice of termination is provided. The Broadband agreement may be terminated with effect from the end of the Agreement minimum term, or any subsequent anniversary thereof, by either party giving at least 90 days’ notice to the other to expire on the last day of the Agreement Term or on an anniversary of that day. 

 

7. Compensations claims – Should you experience interrupted service on any product or service provided by Tetra Networks we will endeavor to rectify the issue as soon as possible. If the interruption is caused by an error on our behalf, we will provide suitable compensation for any loss or interruption in service. Compensation is calculated hourly and is based on your predicted spend with Tetra Networks. For full details please contact us on 02380 712 219. 

 

8. Direct Debit – It is condition of this agreement that all ongoing services (which includes additional equipment, annual maintenance, line rental, call charges and broadband) provided by Tetra Networks Ltd are collected by monthly Direct Debit. 

 

Tetra Networks Ltd Network Agreement 

 

1. DEFINITIONS AND INTERPRETATIONS 

 

1.1 In this Agreement the following terms shall have the following meanings: – “Act” means the Telecommunications Act 1984 and amendments to the Act that may be made from time to time. 

“Agreement” means the agreement between the Service Provider and the Subscriber for the provision of Network Services incorporating these terms and conditions and the Order Form. 

 

“Connection Date” means the date when the network carrier having received the Subscriber Details from the Service Provider is in a position to and has agreed to commence provision of the Network Service to the Subscriber. “Number Translation Service” means any telecommunications service provided by Tetra Networks which commences with a non-geographic code requiring translations by the Tetra Networks switch for onward routing to the Subscriber and including services such as 0800 Freephone, local rate, national rate and premium rate telephone call facilities. 

 

“Network Services” means the provision of per minute indirect access network capacity as is required to complete voice telephone calls and data transmission domestically and internationally via the public switched telephone network more particularly detailed on the Order Form and described in the Service Provider’s service literature and as modified or substituted from time to time to be provided here under by the Service Provider to the Subscriber. 

 

“Order Form” means the Subscriber Order Form which sets out details of the Service Provider, the Subscriber and other particulars relating to the provision of the Network Services. 

 

“Service Provider” means Tetra Networks, a Limited company incorporated and registered in England, company registration number 13944580 and whose registered office 12-14 Carlton Place, Southampton, SO15 2EA, “Service Provider” includes the Service Provider’s permitted assigned employees and agents. 

 

“Subscriber” means the person, firm or company specified on the Order Form and any other person reasonably appearing to act within that person’s firm’s or company’s authority and includes where relevant the Subscriber’s permitted assigns employees and agents. 

 

“Subscriber Details” means the service numbers of lines to be connected to the Network Services. 

 

2. SUPPLY OF NETWORK SERVICES 

 

The Service Provider undertakes to use all reasonable endeavors to supply the Network Services to the Subscriber as and from the Connection Date subject to and on the terms of this Agreement. 

 

3. DURATION 

 

This Agreement shall come into full force and effect from the date hereof and subject to earlier termination in accordance with its terms shall continue thereafter until the same is terminated by either party by the service upon the other of no less than 90 day’s written notice such notice to expire at any time. 

 

4. CONDITIONS OF USE OF NETWORK SERVICES 

 

4.1 The Subscriber agrees and undertakes: 

 

4.1.1 to use the Network Services in accordance with such conditions as may be notified to it in writing by the Service Provider from time to time 4.1.2 to use the Network Service from the Service Provider exclusively for all inbound and outbound telephone calls for the Minimum Period / Term specified on the Customer order form. 

 

4.1.3 not to cause any attachments other than those approved for connections under the Act to be connected to the Network Services and the Service Provider shall not be under any obligation to connect or keep connected any Subscriber apparatus if it does not so conform or if in the reasonable opinion of the Service Provider it is liable to cause death, personal injury, damage or impair the quality of the Network Services 4.1.4 not to contravene the Act or any other relevant regulations or licenses granted there under 

 

4.1.5 not to use the Network Services as a means of communication for a purpose other than that for which the Network Services are provided and as may be set out from time to time in the Service Provider’s service literature 4.1.6 not to use the Network Services to communicate any material which is intended to be a hoax call to emergency services or is of a defamatory, offensive, abusive, obscene or menacing character 

 

4.1.7 not to use the Network Services in a manner which constitutes a violation or infringement of the rights of any other party 

 

4.1.8 to always maintain its telecommunications apparatus during the period of this Agreement in good working order and in conformation with the relevant standard or approval for the item being designated under section 22 of the Act 

 

4.1.9 to provide the Service Provider with all such information as it reasonably requests relating to the Subscriber’s telecommunications apparatus 4.2 If the Service Provider is installing auto-dialling equipment the Subscriber shall provide at the Service Provider’s request and at the Subscriber’s expense, suitable mains electricity supply (if necessary), with connection where the Service Provider requires to enable the Service Provider to provide the Network Services. 

 

4.3 If any equipment is installed or provided by or on behalf of the Service Provider for the purposes of providing the Network Services (including without limitation any auto-dialler) the Subscriber undertakes not to alter or move such equipment or any part thereof without the Service Provider’s prior written consent. The Subscriber agrees that any equipment installed or provided by or on behalf of the Service Provider shall at all times remain the property of the Service Provider and shall be returned to the Service Provider forthwith upon request. 

 

4.4 the Subscriber shall indemnify the Service Provider against all liabilities, claims, damages, losses, and expenses arising from the use by the Subscriber of the Network Services in breach of this Agreement. 

 

4.5 This clause 4.5 shall apply to the Number Translation Service. 4.5.1 The Subscriber hereby acknowledges that the telephone numbers allocated as part of the Number Translation Service do not belong to the Subscriber and the Subscriber accepts that it shall not acquire any rights whatsoever in any such telephone numbers and the Subscriber shall make no attempt to apply for registration of the same as a trade or service mark whether on its own or in conjunction with some other words or trading style. 4.5.2 The service provider shall be entitled for operational or technical reasons or in order to comply with any numbering scheme or other obligation imposed on the Service Provider by the Licenses or by any other competent authority to withdraw or change any telephone or code (or group thereof) allocated to the Subscriber as part on the Number Translation Service PROVIDED THAT the service provider gives the Subscriber the maximum period of notice in writing thereof practicable in the circumstances. 

 

4.5.3 The Subscriber acknowledges and agrees that any Number Translation Service including any telephone numbers provided as part of that serviceshall only be provided by the Service Provider and available for use by the Subscriber for the duration of this Agreement. 

 

5. WHOLESALE LINE RENTAL 

 

5.1 The customer agrees that signing this agreement will terminate any prior line rental agreement with BT or an 

alternative provider. The Customer authorizes the service provider to use all the information the Customer provides in order to liaise directly with BT and or the other provider. In signing this agreement, the Customer agrees to take line rental services for the Minimum Period / Term specified on the Customer order form. Following the Minimum Period / Term, the line rental services shall continue until terminated by either party giving no less than 90 day’s written notice to the other party 

 

5.2 “All conditions, warranties, terms, undertakings, and obligations implied by statute, common law, custom, trade usage or otherwise and all liabilities (if any) of THE SERVICE PROVIDER arising there from are hereby wholly excluded. Without prejudice to the generality of the foregoing, THE SERVICE PROVIDER does not warrant that the WLR Service or the operation of the System will be uninterrupted or error free or will meet the Company’s requirements”. 5.3 “THE SERVICE PROVIDER save for Charges in respect of WLR Services which shall be invoiced monthly in advance”. 

 

5.4 The service provider may, by giving the customer 30 day’s written notice increase the charges for this service. 

 

6. ACCESS TO PREMISES AND PROVISION OF INFORMATION 

 

6.1 To enable the Service Provider to exercise its obligations under this Agreement: 

 

6.1.1 The Subscriber shall permit or procure permission for the Service Provider and any other person(s) authorized by the Service Provider to have reasonable access to its premises and its telephone system and other equipment and shall provide such reasonable assistance as the Service Provider requests. 

 

6.1.2 The Service Provider will normally carry out work, by appointment and during normal working hours but may request the Subscriber to provide access at other times but such requests shall not oblige the Subscriber to provide such access. 

 

6.2 At the Subscriber’s request, the Service Provider may agree to work outside normal working hours and the 

Subscriber shall pay the Service Provider’s reasonable charges for complying with such a request. 

 

6.3 If the Subscriber requests maintenance or repair work which is found to be unnecessary, the Subscriber may be charged for the work and the costs incurred. The Service Provider will give notice that work is considered unnecessary prior to completion and raising charges. 

 

7. SUSPENSION OF SERVICE

 

7.1 The Service Provider may at its sole discretion elect to suspend forthwith provision of the Network Services until further notice without compensation having given the Subscriber as much notice as is reasonable under the circumstances either orally (confirming such notification in writing) or in writing in the event that: 

 

7.1.1 the Subscriber is in breach of a material term of this Agreement including for the purposes of this Agreement its failure to pay charges to the Service Provider on the due date 

 

7.1.2 the Service Provider is obliged to comply with an order, instruction or request of the Government, an emergency services organization or other competent administrative authorities 

 

7.1.3 the Service Provider suspects that the Network Services are being used fraudulently 

 

7.1.4 the Service Provider is entitled to suspend provision of any other telecommunications service under the terms of any other agreement with the Subscriber. 

 

7.2 The Subscriber shall reimburse the Service Provider for all reasonable costs and expenses incurred by the implementation of such suspension and/or the recommencement of the provision of the Network Services as appropriate, but only where the suspension is implemented as a consequence of breach, fault or mission of the Subscriber. 

 

8. LIABILITY 

 

8.1 Nothing in this Agreement shall exclude or restrict the Service Provider’s liability for death or personal injury resulting from the negligence of the Service Provider or of its employees while acting in the course of their employment with the Service Provider. 

 

8.2 Neither party shall be liable to the other in contract, tort or otherwise for any loss of business, contracts, anticipated savings or profits or for any other indirect or consequential loss whatsoever. 

 

8.3 The Service Provider’s liability in contract, tort or otherwise arising out of or in connection with the performance of its obligations under this Agreement shall be limited to £1 million for any one incident or series of incidents and £2 million in aggregate. 

8.4 The Service Provider shall not be liable to the Subscriber for any breach of any provision of this agreement caused by any reason outside the control or responsibility of the Service Provider including without limitation the failure of any third party public telecommunications operator or network carrier to 

provide network capacity (or any element thereof) to the Service Provider on which it was reliant for the purposes of this Agreement (whether in breach of contract or otherwise) any Act of God, inclement weather, failure or shortage of power supplies, flood, drought, lightning or fire, strike, lock-out, trade dispute or labor disturbance, any act or omission of Government, highways authorities, or other competent authorities. 

 

8.5 The Service Provider shall not in any event be liable to the Subscriber for any indirect, consequential, or incidental loss or special damages howsoever arising or for any loss of revenue, business, anticipated savings or profits and the Subscriber shall indemnify and keep the Service Provider indemnified against any claims and expenses arising out of the foregoing. 8.6 For the avoidance of doubt, the Service Provider shall not in any event be liable to the Subscriber or any third party for any claims. liabilities, damages, costs or loses, whether direct or indirect, or for any loss of revenue, business, anticipated savings or profit arising in connection with the failure of the Subscriber to comply with any or all of its obligations under this Agreement. 8.7 The Service Provider cannot accept liability for calls that may have been made fraudulently via the Subscribers equipment. Any call charges incurred will be charged as per the Subscribers current tariff plan. 

 

9. CHARGES AND PAYMENTS 

 

9.1 The Subscriber shall be invoiced monthly by the Service Provider and agrees to pay charges within 14 days of receipt of the invoice. The Service Provider will invoice the Subscriber monthly and in advance for the period ahead save for call charges which will be charged in arrears for the previous month. 

 

9.2 Annual Price Increase 

 

9.2.1 The Service Provider reserves the right to include an annual increase to Recurring charges (rounded up the nearest pence) by a percentage comprised of (a) the annual percentage increase in the Consumer Price Index (“CPI”) rate figure published by the Office for National Statistics in June of that year (ignoring any negative figure) plus (b) 5%. 

(“Annual Price Increase”) 

 

9.2.2 If applicable the Annual Price Increase will take effect on bills dated on or after 1 September of each year. If the CPI figure is negative in the relevant year. The Service Provider will only increase Recurring Charges by 5%. The change to the Recurring Charges as a result of the Annual Price Increase will not cause you material detriment and will not give you the right to terminate the Contract without paying Termination Charges. 

 

9.2.3 The products and services to be included in an Annual Price Increase are available upon request. 

 

9.3 Usage charges will be as detailed in the Service Provider’s price list as varied from time to time. 

 

9.4 Usage charges payable shall be calculated by reference to data recorded or logged by or on behalf of the Service Provider and not by reference to any data recorded or logged by the Subscriber. 9.5 Where calls are provided by Carrier Pre Select (CPS) on WLR lines (provisioned through the service provider) and where any changes that are made by the customer or BT results in the calls routing over BT, then the agreed CPS rates will not apply. Please refer to the Service Provider’s standard WLR rates, which will be automatically applied without notice. 9.6 The Service Provider reserves the right to charge a late payment fee of £35 plus VAT should the Customer fail to make payment for network services

 

7 calendar days after the due date. The Customer will be forewarned of the charge 1 calendar before the charge is applied. The charge will be included on the subsequent bill. Part Payment of bills will not exclude the raising of a late payment charge. 

 

9.7 The Service Provider reserves the right, should the Customer fail to make payment for network services 10 calendar days after the due date, to restrict or suspend the Service relating directly to the unpaid amounts until the Customer has paid in full. Should the Service Provider restrict or suspend the Service the Customer will be charged a reconnection fee of £35+VAT to reconnect the Service. The charge will be included on the subsequent bill. 9.8 The Service Provider reserves the right to charge daily interest on amounts outstanding 14 days after invoice until payment in full is received, at a rate equal to 8% per annum above the Lloyds Bank Plc Base Lending Rate as current from time to time, accruing on a daily basis from the Due Date until the date of actual payment of the overdue amount, whether before or after judgement, and compounding quarterly. 

 

9.9 All sums referred to in this Agreement are exclusive of Value Added Tax and any taxes of a similar nature which may from time to time be introduced. 

 

9.10 Payment of all sums due to the Service Provider shall be made without any set-off whatsoever 

 

9.11 The Service Provider reserves the right to charge an administration fee of £25 plus VAT per invoice if the Customer has cancelled its Direct Debit instruction or has insufficient funds in the bank account on the Direct Debit due date, without informing the Customer in advance. 

 

10. TERM AND TERMINATION 

 

10.1 Each Service Contract shall start from the date the Service is made available and continue for the Minimum Period / Term. Either party may terminate such Service Contract by giving ninety (90) days written notice to the other, such notice to expire no earlier than the end of the Minimum Period / Term. In the case of termination by the Subscriber, any such written notice shall not be effective unless (i) given by email to the service provider by an authorized member of the Subscriber, providing full details of the Service Contract including all circuit details and addresses to be terminated, and (ii) The Service Provider has confirmed such termination notice by email within three working days of its receipt. 

 

10.1.2 If the subscriber terminates the contract before the end of Minimum Period / Term, the subscriber will be charged the remaining rental of the lines and or broadband circuit contract. In the case of calls, a monthly average will be taken from the last 3 months call spend and the subscriber will be charged this monthly average for the remaining months of the Minimum Period / Term. 

 

10.2 In addition to the Service Provider’s other rights, the Service Provider may end any Service Contract and/or suspend the provision of any Service under a Service Contract:

 

10.2.1 immediately following the expiry of 14 days’ written notice from the Service Provider to the Subscriber for non-payment of any Charges and payment has not been made following such notice; or 

 

10.2.2 immediately in writing if the Subscriber materially breaches these Terms, any Service Contract, or any other agreement the Subscriber has with the Service Provider (or if such breach is capable of being remedied, after expiry of written notice requiring such breach to be remedied within 14 days and the Subscriber has failed to remedy such breach); or 

 

10.2.3 immediately if bankruptcy or insolvency proceedings are brought against the Subscriber (or its parent company), a receiver or administrator is appointed over any of the Subscriber’s (or its parent company’s) assets, or the Subscriber (or its parent company) goes into liquidation or enters into a voluntary arrangement with its creditors other than for the purposes of reorganization (or any similar event in its country of incorporation takes place); or 

 

10.2.4 as soon as required if the Service Provider is obliged to by a decision or direction of any governmental body or regulatory authority. 10.2.5 Notwithstanding anything to the contrary expressed or implied in the Agreement the Service Provider (without prejudice to their own rights) may terminate this Agreement forthwith in the event that any license under which the Subscriber has the right to run its telecommunication system and connect it to the Network Services is revoked, amended or otherwise ceases to be valid. 

 

10.3 Upon termination of a Service Contract, all Charges incurred by the Subscriber for the use of the Services up to the date of termination shall be due and payable in full and on demand and the Subscriber shall have no right to withhold, deduct or set off any such amounts. 

 

10.4 Upon termination of a Service Contract for whatever reason the Subscriber shall immediately stop using the Services prescribed in such Service Contract and the Subscriber’s right to use such Services shall immediately terminate. 

 

10.5 Termination or expiry of a Service Contract shall not affect any accrued rights or obligations or those intended to be of a continuing nature or to come into force upon termination or expiry. 

 

10.6 Where the Service Provider suspends for Subscriber breach and subsequently reconnects Services the Subscriber may be liable for a reasonable reconnection fee which shall be notified to the Subscriber in advance. 

 

10.7 If the Subscriber cancels an order, or requests that an order already placed is significantly modified (e.g. changes in address; Service type; point of presence or presentation), prior to the connection date, as defined in the relevant Service Contract, then notwithstanding the Service Provider’s other rights pursuant to the Service Contract, the Subscriber shall pay all costs incurred by the Service Provider as a result of such cancellation or modification (this includes any rejected transactions). The amount payable shall be calculated by reference to the number of days prior to the connection date that the Service Provider receives the cancellation or modification request from the Subscriber. Where installation charges are not payable or are discounted for a particular Service Contract, the Service Provider may charge a cancellation charge by applying the percentages below to its then current standard Installation Charges (as notified to the Subscriber). Additionally, the Service Provider may charge the Subscriber for all costs which it has incurred in relation to provision of the Services (e.g. costs associated with network or infrastructure builds or obtaining way leaves) on and prior to the date upon which it receives the early cancellation request from the 

Subscriber. 

 

Working Days Before Connection Cancellation Charge Payable – percentage of installation charge (%) 

 

1 100 

 

1 < 5 75 

 

5 < 10 50 

 

10 < 20 25 

 

20 0 

 

10.8 If the Subscriber cancels a Service without cause after the connection and prior to the end of the Minimum Period / Term, then all Charges that would have been payable until the end of the Minimum Period / Term (together with any relevant notice period) shall immediately become due and payable. 

 

11. ASSIGNMENT 

 

The Service Provider may, but the Subscriber shall not (without the prior written consent of the Service Provider such consent not to be unreasonably withheld or delayed), assign or delegate or otherwise deal with all or any of its rights or obligations under this Agreement. 

 

12. GENERAL 

 

12.1 This Agreement represents the entire understanding between the parties in relation to the subject matter hereof and supersedes all other agreements and representations made by either party, whether oral or written. This Agreement may be modified upon the Service Provider giving to the Subscriber not less than 30 day’s prior written notice thereof. 12.2 Failure by either party to exercise or enforce any right conferred to this Agreement shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof or of any other right on any later occasion. 

 

12.3 By signing the Order Form the Subscriber thereby agrees to the total exclusion of all its terms and conditions of business from this Agreement. 12.4 Any notice, invoice or other document which may be given by either party under this Agreement shall be in writing (except as provided otherwise) and shall be deemed to have been duly given if addressed to the party to which it is to be given and if left at or delivered by pre-paid mail, telex or facsimile (provided that such facsimile is then confirmed by pre-paid mail) to that party’s address as shown on the Order Form or in either case at such other address as has been 

notified by one party to the other. 

 

12.5 This Agreement shall be governed by and construed and interpreted in accordance with English law, and the parties hereby submit to the jurisdiction of the English courts. 

 

12.6 Any director or representative of a limited company who signs on behalf of the Subscriber will be deemed an authorized signatory and thereby guarantee the Subscriber’s acceptance of its obligations under this Agreement. 12.7 Any terms that would be implied herein by statute or common law shall be excluded to the fullest extent permitted by law. 

 

Tetra Networks Ltd Maintenance Agreement 

 

MAINTENANCE AGREEMENT 

 

BACKGROUND 

 

1. a) The Seller carries on the business of selling the Products and Services. b) The Customer wishes to buy, and the Seller wishes to supply and sell the Products & Services subject the terms and conditions set out in this agreement. 

 

1. INTERPRETATION in this Maintenance Agreement: 

Seller: means Tetra Networks Ltd, a Limited company incorporated and registered in England, company registration number 13944580 and whose registered office is Tagus House, 9 Ocean Way, Southampton SO14 3TJ. 

 

CONDITIONS OF SALE 

 

Order Form Terms & Conditions 

 

1. Within this agreement the definitions used will have the same meaning as those detailed within the Rental Agreement. 

 

1.1 Supplier means: – Tetra Networks Ltd, a Limited company incorporated and registered in England, company registration number 13944580 and whose registered office is at 12-14-Carlton Place, Southampton, SO15 2EA. 

 

2. According to this Rental Agreement, the terms make clear that they may be transferred or assigned to Tetra Networks at any time during the fixed period and at the absolute discretion of the hirer. Where this happens, Tetra Networks will be entitled to enforce the terms of the Rental Agreement as if Tetra Networks was a signatory to the said agreement. Therefore, either Tetra Networks or the hirer will provide notice of any variation to the way in which the rentals are to be made. 

 

3. Orders for the rental of equipment which have been accepted by Tetra Networks may be cancelled subject to the following. They may be exceptionally cancelled with Tetra Networks’s written agreement. However, this is subject to you indemnifying Tetra Networks for the administration costs of dealing with your order (the cancellation charge). This charge is based on the equivalent of five quarterly rentals and is the sum which will be immediately due to Tetra Networks where notice of cancellation has been given. It is agreed with the customer as being proportionate and reasonable charge within all the circumstances. 

 

4. If the Rental Agreement has been transferred or assigned to Tetra Networks, then Tetra Networks has the discretion to accept the cancellation charge by way of settlement of all monies otherwise owed to Tetra Networks where the Rental Agreement has been terminated. 

 

5. Your dated signature to this Agreement is a representation that you are not an individual in line with the Consumer Credit Act 1974 and are instead a Body Corporate. Furthermore, in line with the terms and conditions set out within this agreement and the Rental Agreement you hereby agree to. 

 

6. Broadband – The Broadband agreement runs for the term detailed on the order form and or line rental agreement, it will be renewed unless notice of termination is provided. The Broadband agreement may be terminated with effect from the end of the Agreement minimum term, or any subsequent anniversary thereof, by either party giving at least 90 days’ notice to the other to expire on the last day of the Agreement Term or on an anniversary of that day. 

 

7. Compensations claims – Should you experience interrupted service on any product or service provided by Tetra Networks we will endeavour to rectify the issue as soon as possible. If the interruption is caused by an error on our behalf we will provide suitable compensation for any loss or interruption in service. 

 

Compensation is calculated hourly and is based on your predicted spend with Tetra Networks. For full details please contact us on 02380 712 219. 

 

8. Direct Debit – It is condition of this agreement that all ongoing services (which includes additional equipment, annual maintenance, line rental, call charges and broadband) provided by Tetra Networks Ltd are collected by monthly Direct Debit.

 

Mobile Terms & Conditions 

 

1. Terms Used in this Agreement: 

 

1.1 “Agreement” means these terms and conditions, the Order Form and the Tariff. 

 

1.2 “Airtime” means wireless airtime and network capacity procured from the Network Operator. 

 

1.3 “End-User Licensed Software” (EUL) means any software, the license terms for which are governed by a separate agreement with the licensor of such software typically by means of a “click-wrap” or “shrinkwrap” license agreement. 

 

1.4 “Equipment” means the items supplied by us under this Agreement and includes any Software (but not End-User Licensed Software) and documentation supplied under this agreement. 

 

1.5 “GSM Gateways” are devices that transfer a fixed line call onto a radio network via a SIM card and radio channel, thus gaining a mobile-mobile call rate rather than fixed-mobile. 

 

1.6 “GPRS Bearer” means the General Packet Radio Service provided by the Network Operator that forms part of the Airtime. 

 

1.7 “Mobile device” means the mobile equipment incorporating a SIM card. 1.8 Mobile Web is full color Internet access and email on the move. 1.9 “Network” is the mobile device system over which our services are provided. 

 

1.10 “Network Operator” means the network operator who operates the wireless network of networks to which the SIM Cards are connected. 1.11 “Order Form” means the Tetra Networks order form to which these terms and conditions are attached, and which contain details of your application for the Service and the Mobile Devices. 

 

1.12 “Service” means the provision of Airtime, Equipment, GPRS Bearer, Mobile Web, SMS, SMS Land to Mobile Text Messaging Service, location based services and/or any other Wireless Services. 

 

1.13 “Software” means any software (excluding End-User Licensed Software) supplied to the Customer, the Network Operator or any other supplier under the terms of or in respect of this Agreement. 

 

1.14 “SIM Card” means the subscriber identity module supplied by the Network Operator (and which shall at all times remain the property of the Network Operator), which is allocated to you by Tetra Networks, and which contains the Number. 

 

1.15 “SMS” means the short message service, which enables text messages to be sent to, and received from Devices. 

 

1.16 “SMS Land to Mobile Text Messaging Service” means the short message service for text message sent to SIM 

Cards via a software application in conjunction with a private or virtual private circuit linking the Customer’s wireless private or virtual private data network with the Wireless Services. 1.17 “Tetra Networks” or “we, us” means Tetra Networks Ltd of 12-14 Carlton Place, Southampton, SO152EA. 

 

1.18 “Tariff” means the Tetra Networks tariff that sets out the rates, which we will charge you for your calls and other services you have chosen. Please contact us if you have not received a copy of our Tariff with the Order Form. 1.19 “Term” the length of time you commit to taking the Service for each Mobile Device or Mobile Device upgrade ordered as more particularly described in Clause 3. The initial Term is specified on the Order Form under the Length of Agreement. 

 

1.20 “You” means the customer whose company details or personal details are set out on the Order Form. 

 

2. Scope of the Agreement: 

 

2.1 Tetra Networks agrees to provide you with the Service and/or Mobile Devices and you agree to use the Service and the Mobile Devices on the terms set out in this Agreement. 

 

2.2 This agreement and any other document referred to herein sets out the entire agreement between us relating to any Mobile Device or Service supplied to you by Tetra Networks. You acknowledge that you have not relied on any representation, undertaking, or statement not set out in this Agreement. 

 

3. Length of Agreement: 

 

3.1 This Agreement begins when we either accept your application for the Service and/or Mobile Device in writing or when we send you the Mobile Devices and/or SIM Card for the Service you have ordered, whichever is the earlier. Our acceptance of your application is subject to your passing a UK credit check, your consent to our submitting your details to a credit reference agency for this purpose and by signing this Agreement. 3.2 You agree that each Mobile Device ordered by you is subject to its own agreement. The Term commences on the date of initial connection of your Mobile Device and/or SIM Card to the Service. The initial Term is specified on the Order Form under Length of Agreement. The Term shall automatically be extended until written notice if given to terminate under clause8.3. 3.3 Upgrades: If you upgrade your Mobile Device to a new model, then the new model will be subject to a new Term from the date the new model was delivered. 

 

4. Supply of Mobile Devices: 

 

4.1 We will try to deliver the Mobile Devices within agreed timescales, under no circumstances shall we be liable to your for any loss of any kind whatsoever caused by any delay in delivery of the Mobile 

Devices. 

 

4.2 Tetra Networks is not the manufacturer of any Mobile Devices supplied to you under this Agreement. Tetra Networks warrants that each item of Equipment will conform in all material respects to the manufacturer’s specification for a period of 1 month (apart from Software in which case for 30 days) from the date on which each item of Equipment is dispatched (the “Warranty Period”) unless special conditions associated with certain Equipment apply. 4.3 All risks of loss or damage to Mobile Devices shall pass to you on delivery. Property in the Mobile Devices shall not pass to you until the purchase price has been paid in full. The SIM Cards shall always remain the property of the Network Operator. 

 

4.4 Any Mobile Device delivered damaged must be notified to Tetra Networks within 3 working days and returned to us within 6 working days of the order being delivered. We may, entirely at our discretion, repair or replace such damaged Mobile Devices, substitute substantially similar goods or reimburse the price paid for the damaged Mobile Devices. 

 

4.5 The warranty set out in this clause shall not apply where the Mobile Equipment have been altered in any way or been subjected to misuse, including without limitation being dropped in water or any other liquid, or to unauthorized repair. 

 

5. Charges and Payment: 

 

5.1 You have to pay for all charges for your Mobile Device and for using the Service as set out or referred to on the Order Form or in the Tariff, you have chosen on the Order Form, including without limitation the Call Charges, Connection Charges, Monthly Line Rentals and Mobile Devices Prices. You will pay these charges monthly and in advance of the period ahead save for call charges which will be charged in arrears for the previous month. You acknowledge that you are responsible for paying all Call Charges made using your Mobile Device and/or SIM Card whether or not such call has been made by your personally. 

 

5.2 Unless expressly stated otherwise, all charges and prices for Services and Mobile Devices supplied under this Agreement are exclusive of VAT, which shall be charged at the rate andin the manner prescribed by law from time to time. 

 

5.3 We must receive payment from you for charges within 14 days of the date of the invoice. Payments must be made by direct debit. Any other payment method can only be made with prior written approval by us and may attract a surcharge of £25. 

 

5.4 If we receive payment later than the timescales show in clause 5.3 above, we may charge interest on the amount outstanding. Interest will be charged at the rate of 5% above the base-lending rate of Barclays Bank Plc from the date the amount becomes due to the date of full payment. 5.5 All sums due to us must be paid in full without set-off, counterclaim or deduction. 

 

5.6 We may set monthly credit limits for call charges where you pay in arrears. We may stop you using some or all of our Services if you go over the credit limit.

 

5.7 You must tell us within 14 days of the invoice date if you have a query on any of your invoices. Any dispute in respect to an invoice must be submitted to us in writing within 14 days of the date of the invoice failing which it will be deemed agreed and accepted. 

 

6. Intellectual Property 

 

6.1 In the event that Tetra Networks or its sub-contractors supply software to you for use in conjunction with the Service, Tetra Networks grants You, so far as Tetra Networks is able, a non-exclusive, nontransferable license for the use of such software for the duration of this Agreement. Except as permitted by law, the Customer is not permitted to copy, de-compile or modify the software, nor copy the manuals of documentation supplied with such software. 

 

6.2 If requested by Tetra Networks, the Customer shall sign any agreement containing reasonable terms which is reasonably required by the owner of the copyright in such software to protect the owner’s interest in that software. No additional charges will be payable under such agreement. 

 

7. Your Use of the Service: 

 

7.1 You must not use your SIM Card or Mobile Device (or allow it to be used) for any illegal, fraudulent, or immoral purpose or to make offensive or nuisance calls. We may report any incidents to the police of any other relevant official organization. 

 

7.2 You must not use you SIM Card or Mobile Device with any equipment, which has not been approved for use on the Network. If you are not sure you should ask the person selling the equipment or you can call the following helpline number 0844 880 5435. 

 

7.3 You agree to follow all reasonable instructions we provide you with regarding your use of the Service (for example, fair usage policy), the SIM Card and the Network and provide us with any information we reasonably ask for. 

 

7.4 You must tell us immediately if your name, company name, address, bank account or credit card details change. 

 

7.5 You agree not to use SMS or the SMS Land to Mobile Text Messaging Service for the purpose of marketing or advertising anything to users for wireless services without the consent of those users. 

 

7.6 You agree that in respect of SMS, Tetra Networks is acting as a service provider and as such has no knowledge of, involvement with, or liability for the specific content of any text messages sent to the Users SIM Cards, which do not originate for the Service Provider. 

 

7.7 You may establish, install or use a GSM Gateway for your own private purposes only provided that it adheres at all times to the Network Operators policies in respect of the use of private GSM Gateways. 

 

8. How You Can End or Terminate this Agreement: 

 

8.1 You can end the agreement immediately if we have broken this agreement and cannot sort out the situation within 30 days of you telling us about the breach in writing. 

 

8.2 You can end this agreement immediately if we do not give you Service for 14 consecutive days or more (by giving us written notice specifying the reason) unless you have broken this agreement or a matter covered in clause 13 or 18 occurs. 

 

8.3 You can end this Agreement by giving us 90 days written notice to expire at the end of the initial Term or each anniversary thereof. 

 

8.4 You can end this agreement by giving us 90 days written notice to expire before the end of the term. 

 

8.5 What You Have to Pay When You End this Agreement: If you end this agreement for any reason, you will have to pay the charges you owe on your account and any unpaid invoices for Mobile Devices. 

 

8.6 If you end this agreement under clause 8.1 of 8.2 and you have paid the monthly charges in advance then you can receive a refund of the part of the payment you have not used or you may use the Service 

until the payment is used up. 

 

8.7 In addition to the amounts payable under clause 9.1 above, if you end this agreement early under clause 8.4, you must pay: 

 

8.7.1 The monthly line rentals for the part of the Term you have not used. The terms of this Agreement will continue to apply to paying off these charges; and 

 

8.7.2 £50 per SIM Card for the cost of disconnecting your Mobile Devices from the Network. 

 

8.8 The sign-on bonus and Mobile Devices supplied under this Agreement are calculated using a subsidy we are paid by the Network. This subsidy applies only when you are connected to the Network. Therefore, if you end this agreement prior to the expiry of the Initial Term for any Mobile Devices supplied, you will be invoiced for the rebate or cost of the supplied device. 

 

9. No Third Party Rights 

Under the terms of this Agreement a person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement but this does not affect any right or remedy of a third party which exists or is available apart from by that Act. 

 

10. How We Can End This Agreement: 

 

10.1 We can end this agreement immediately if you become bankrupt, insolvent or go into liquidation or if you enter into a voluntary arrangement or have a receiver or/and administrator appointed over any or all of your assets. We do not have to give you notice in these circumstances. 

 

10.2 We can also end this agreement in the following circumstances: 10.2.1 If you break this agreement and do not fully resolve the situation within 14 days of us telling you about the break. An example of a break of this agreement is not paying your invoices. 

 

10.2.2 If the Network closes down for any reason. 

 

10.2.3 If you give us false information. 

 

11. What You Have to Pay When We End this Agreement: 

 

11.1 If we end this agreement because you break it, become bankrupt, or go into liquidation, or provide us with false information you will have to pay us all the charges set out in clauses 9.1, 9.2 and 9.4 above that you would have paid if you had ended this Agreement early under clause 8.4 and/or return to us any Mobile Devices that are still subject to an Initial Term. 11.2 If we end this Agreement because the Network closes down, you will only have to pay the charges you already owe. We will repay any monthly charges you have paid in advance. 

 

12. What to do if your SIM Card or Mobile Device is lost, stolen or damaged: 

 

12.1 You must inform us immediately if a SIM Card supplied to you by us is lost, stolen or damaged. You will remain liable for all Charges incurred until you do so. We will send you a replacement SIM Card as soon as reasonable practicable, but we reserve the right to charge you for doing so. 

 

12.2 If you need us to replace a Mobile Device because it has been lost, stolen or damaged, we reserve the right to charge you the full price of any replacement. 

 

13. Limits of Liability: 

 

13.1 We are only liable to you as set out in this Agreement. We have no other duty or liability to you. 

 

13.2 Nothing in this Agreement shall limit or exclude our liability for death or personal injury resulting from our negligence or that of our employees or for fraudulent misrepresentation or any other liability, which may not by applicable law be excluded or limited. 

 

13.3 Except as set out in clause 14.1 above, our entire liability to you for something we or anyone who works for us does or does not do in connection with this Agreement and the equipment and services supplied by us is limited to £1,500 for one incident and to £2,500 for all incidents in a 12 month period. 

 

13.4 We shall not be liable to you in any way for any loss of income, business or profits, loss of data or for any loss or damage that was not reasonable foreseeable at the time you entered this agreement. 

 

13.5 We are not liable to you in respect of any products or services you order from other companies using your Mobile Devices. 

 

13.6 We will not be liable to you if we cannot carry out our duties or provide our services because of something beyond our reasonable control. 13.7 Where your Mobile Device allows access to the Internet, we shall not be liable to you for the content of any website or other material that you access via the Service. 

 

13.8 Clause 7 will apply even after this Agreement has ended.

 

14. Refund Policy: 

 

14.1 A refund will be granted within 14 days of purchase for: 14.1.1 Software supplied which is defective at the time of purchase and provided it has not been tampered with or altered in any way by you. 14.1.2 Software not delivered on the delivery date due solely to an error by Tetra Networks. 

 

14.2 We cannot offer refunds in the following instances: 

 

14.2.1 Time purchased after a trial period has been used. 

 

14.2.2 Over 14 days have elapsed from the date of purchase. 14.2.3 Software purchased for use on Networks not supported. Note: Where a refund is available to you a £5.00 administration fee will be charged if it is as a result of circumstances beyond Tetra Networks control. 

 

15. Service Availability and Suspension: 

 

15.1 We shall use all reasonable endeavours to provide and maintain the availability of the Service. However, we do not warrant that the Service shall be available without interruption or that it will be free from error. We may suspend the Service immediately if: 

 

15.1.1 The Network fails or if it is being modified, maintained or repaired, or if the Network is unavailable for any other reason. 

 

15.1.2 You tell us about the loss or theft of your SIM Card or Device (but you must still pay the service charges under this agreement for any calls made using your stolen Device or SIM Card). 

 

15.1.3 If we do not receive full payment for any of your invoices in time or you exceed any credit limits set under clause 5.6. 

 

15.1.4 If we reasonably suspect or know your Device or SIM Card is being used fraudulently or illegally. 

 

16. What You Must Pay if the Service is Suspended: 

 

16.1 If the Service is suspended for reasons set out in clause 16.1 for more than 3 days in any month you will not have to pay line rental for that period. 16.2 If the Service is suspended for any of the reasons set out in clauses 16.1.2, 

 

16.1.3 and 16.1.4, you will still have to pay the monthly line rental. 16.3 If we bar your access to the Service for non-payment of invoices, we shall charge you a fee of £75 per Mobile Device for reconnection. 

 

17. Changes to this Agreement: 

 

17.1 We can change the terms of this Agreement by giving you notice if the law or any regulations affecting the Service changes or VAT or any other tax is increased, 

 

17.2 We can change our charges for the Service on 30 days written notice. However if we increase our charges or introduce new charges because of something other than a change in the law or an increase in taxes, you can end this agreement on 30 days written notice. You will then only have to pay invoices for Services and Mobile Devices that you incur up until the end of the notice period. During the notice period the old charges will still apply. 17.3 We shall notify you of any changes by mail, email or text message to your Mobile Device. 

 

18. Transferring this Agreement: This agreement is personal to you but please contact us if you want to transfer your SIM Card or Mobile Device. We can transfer this agreement to someone else if we give you written notice beforehand. 

 

19. Ownership of the SIM Card and Device number: 

 

19.1 We control the SIM Card and Mobile Device number although they belong to the Network operator. We reserve the right to charge you an administration fee of up to £100 for porting or migrating to other service providers and disconnection from the Network. 

 

19.2 We may change or reallocate your Mobile Device number where required to do so by any UK statutory or regulatory authority. 

 

20. Coverage: 

 

20.1 Your Device will only work in the areas covered by the Network you have chosen. 

 

20.2 We cannot guarantee coverage in any area as we have no control over this but you can get coverage information from us. The Service may be affected by interference caused by the weather, high buildings, geographical features and tunnels. 

 

21. Use of Your Details: 

 

21.1 For the purposes of fraud prevention, debt collection, credit management and emergency services provision, you agree that we may disclose information about you and your account with us to debt collection agencies, credit reference agencies, financial institutions, emergency service organizations and other Device companies. We may also pass your details to third parties in the event that we sell our business in order that you can continue to receive a Mobile Device Service. 

 

21.2 Unless you indicate otherwise on the Order Form, we may also use your details to send you information and other services that we offer that we think you may be interested in. 

 

22. Disputes and the Law: 

 

22.1 Any concession or extra time we allow you under this Agreement applies only to the specific circumstances in which we give it. It does not affect our rights or remedies under this Agreement in any other way and will not constitute a waiver of our rights. 

 

22.2 If any term or part of this Agreement is not legally effective, it shall not affect the enforceability of the remainder of the Agreement. The parties shall also agree that any ineffective or unenforceable term or part of this Agreement shall be substituted with a provision as similar in meaning to the original as is possible without rendering it unenforceable or ineffective. 

 

22.3 You have the right to refer any disagreement regarding the service to an Arbitration Procedure. This was set up by the Chartered Institute of Arbitrators and the Network operators and we will provide details on request.

 

22.4 This Agreement shall be governed by the laws of England and Wales and according to English Law and subject to the non-exclusive jurisdiction of the English Courts to which both parties hereby submit.